The Complete Blood Count (CBC) is the most commonly performed clinical laboratory test in the United States and the world. A new technology for the CBC is proposed, which produces a monolayer of whole blood and uses computer image analysis. The system will be compact and much less expensive than current multi-channel, multi-detector flow system based CBC instrumentation. A simple glass or plastic disposable will be used to prepare and analyze a stained monolayer from a drop of whole blood in seconds, using a novel method. The image analysis hardware will use inverted microscope optics, a combination of darkfield and brightfield illumination, and spectral analysis. Software will be developed to acquire multiple images with different combinations of illumination type and color. Analysis of the images will provide all the conventional components of the Complete Blood Count (CBC) as well as a differential white blood cell count. An assessment of red blood cell and platelet morphology should also be feasible. The system could be used in the clinical laboratory or directly in doctor's offices, creating a large new market opportunity. Applying the technology to veterinary medicine could expand its sales potential further. [unreadable] [unreadable]